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This excerpt taken from the C 10-Q filed Aug 7, 2009. 6.1 Date and
Place. Subject to the satisfaction of the conditions
to the Closing set forth in Section 5, the preparations for the closing of
the purchase and sale of the New Securities Company Shares, the Related Company
Shares and the Related Assets (the “Closing”)
shall take place at the offices of Nishimura & Asahi, 1-12-32 Akasaka,
Minato-ku, Tokyo 107-6029, Japan, on the last Business Day of the month
occurring after the 10th Business Day following the satisfaction of the
conditions set forth in Section 5.1 or such other place or Business Day as
the Purchaser and the Seller(s) may agree in writing (the “Closing Date”). Notwithstanding the foregoing, if the
conditions to the Closing set forth in
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Section 5 have been satisfied but there are material third party consents that have not yet been received and the consequence of closing without such consents would, in the Purchaser’s reasonable opinion, cause disruption to the business of the NCS Group or otherwise be materially adverse to the NCS Group, the Purchaser may at its option postpone the Closing Date if (but only if) the Closing Date as so postponed would still be on or before September 30, 2009. The Closing shall be deemed to be effective as of the Effective Time. |
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